Terms of Service

Last updated: July 2026

! Introduction and Acceptance

These Terms of Service constitute a legally binding agreement between Hon Ho Professional Service Inc., operating as HonHo Pro, and you, the Client, governing your access to and use of our website at www.honhopro.buzz and all computer systems design, integrated technology consulting, and related professional services we provide.

By accessing our website, requesting a consultation, executing a statement of work, or otherwise engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service in their entirety. If you are entering into this agreement on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these terms.

If you do not agree with any provision of these Terms of Service, you must immediately discontinue use of our website and refrain from engaging our services. Your continued use of the website or services following any modifications to these terms constitutes acceptance of the revised terms.

These Terms of Service are issued by HonHo Pro, the trading name of Hon Ho Professional Service Inc., a corporation organized under the laws of Canada with its registered office at 89 Robb Thompson Rd, Mount Albert, Ontario L0G 1M0, Canada.

D Definitions

For the purposes of these Terms of Service, the following definitions apply:

Company

Hon Ho Professional Service Inc., operating under the trade name HonHo Pro, together with its officers, directors, employees, agents, affiliates, and subcontractors.

Client

Any individual, company, partnership, organization, or other legal entity that accesses our website, requests consultation, or engages our professional services.

Services

All professional services provided by the Company, including but not limited to computer systems architecture and design, cloud infrastructure planning and deployment, cybersecurity engineering, integrated systems integration, digital transformation consulting, managed technology services, technical assessments, project scoping, and any related deliverables produced in connection with such engagements.

Statement of Work

A written document, executed by both parties, that describes the specific scope, deliverables, timeline, fees, and other material terms governing a particular services engagement. Each Statement of Work is governed by and incorporated into these Terms of Service.

Deliverables

All work product, reports, designs, specifications, diagrams, code, configurations, documentation, and other materials created by the Company and delivered to the Client as part of the Services.

Confidential Information

Any non-public information disclosed by one party to the other, whether in writing, orally, or through observation, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

S Scope of Services

Service Categories

HonHo Pro provides professional technology consulting services within the computer systems design and related services industry, including:

  • Computer systems architecture design and technical specification development
  • Cloud infrastructure architecture, deployment planning, and migration strategy
  • Cybersecurity engineering, threat assessment, and security architecture design
  • Integrated systems integration and interoperability engineering
  • Digital transformation strategy and legacy system modernization
  • Managed technology services and ongoing system monitoring
  • Technical due diligence, system audits, and infrastructure assessments
  • Technology roadmapping and strategic advisory services

Engagement Framework

Each services engagement is governed by a Statement of Work that defines the specific scope, deliverables, acceptance criteria, timeline, milestones, fees, payment schedule, and any assumptions or dependencies. The Company will perform the Services described in each Statement of Work with reasonable skill, care, and diligence consistent with generally accepted professional standards in the computer systems design industry.

Exclusions

Unless explicitly stated in a Statement of Work, the Company is not responsible for procuring third-party hardware, software licenses, cloud subscriptions, or other technology products on behalf of the Client. The Company does not provide legal, accounting, tax, or financial advisory services. Any recommendations made by the Company regarding technology solutions should be reviewed by the Clients own legal, accounting, or financial advisors as appropriate.

Changes to Scope

Either party may propose changes to the scope of Services described in a Statement of Work. Any material change, including additions, deletions, or modifications to deliverables, timeline, or fees, must be documented in a written change order signed by both parties before implementation. The Company reserves the right to adjust fees and timelines to reflect the impact of any approved scope changes.

C Client Obligations and Cooperation

Provision of Information

The Client agrees to provide complete, accurate, and timely information as reasonably required for the Company to perform the Services. This includes technical specifications, system architecture documentation, access credentials, existing infrastructure details, and business requirements. The Client acknowledges that delays or inaccuracies in providing such information may impact project timelines and deliverables.

Access and Resources

The Client shall provide the Company with reasonable access to systems, facilities, personnel, and resources necessary to perform the Services. This includes granting appropriate network access, providing workspace where on-site presence is required, and making knowledgeable personnel available for consultation and decision-making within agreed timeframes.

Timely Decision-Making

The Client agrees to review and respond to requests for decisions, approvals, and feedback within the timeframes specified in the Statement of Work or within a commercially reasonable time. Failure to provide timely decisions may result in project delays for which the Company shall not be responsible.

Compliance with Laws

The Client is responsible for ensuring that its use of the Services and any Deliverables complies with all applicable laws, regulations, and industry standards governing its business and jurisdiction. This includes data protection laws, export control regulations, and industry-specific compliance requirements.

Data Backup

The Client is solely responsible for maintaining adequate backup copies of all data, software, and systems before the Company performs any work that may affect such data or systems. The Company shall not be liable for any loss of or damage to Client data except to the extent caused by the Companys gross negligence or willful misconduct.

I Intellectual Property Rights

Pre-Existing IP

Each party retains all right, title, and interest in and to its pre-existing intellectual property. Any materials, tools, methodologies, frameworks, code libraries, or know-how owned or developed by the Company prior to or independently of the engagement remain the exclusive property of the Company.

Deliverables

Upon full payment of all fees due under the applicable Statement of Work, the Company assigns to the Client all right, title, and interest in the Deliverables specifically created for the Client under that Statement of Work, subject to the Companys retained rights described below. This assignment excludes any pre-existing intellectual property or general-purpose tools incorporated into the Deliverables.

Company Retained Rights

The Company retains ownership of all methodologies, techniques, know-how, generic code, frameworks, templates, and tools used in performing the Services, even if developed or refined during the engagement, provided these are of general applicability and not specific to the Clients proprietary business. The Company may use such retained intellectual property in providing services to other clients.

License to Company IP

To the extent any Company pre-existing intellectual property is incorporated into Deliverables, the Company grants the Client a perpetual, irrevocable, non-exclusive, non-transferable, worldwide, royalty-free license to use such intellectual property solely as part of and in connection with the Deliverables for the Clients internal business purposes.

Client IP

The Client retains all right, title, and interest in all materials, data, and intellectual property provided by the Client to the Company for use in performing the Services. The Client grants the Company a limited, non-exclusive license to use such materials solely as necessary to perform the Services during the term of the engagement.

K Confidentiality

Confidentiality Obligations

Each party agrees to hold the other partys Confidential Information in strict confidence and to use such Confidential Information only for the purpose of performing obligations or exercising rights under these Terms of Service. Neither party shall disclose the other partys Confidential Information to any third party without prior written consent, except as required by law or to professional advisers bound by confidentiality obligations.

Protection Measures

Each party shall use at least the same degree of care to protect the other partys Confidential Information as it uses to protect its own confidential information of similar nature, but in no event less than a commercially reasonable standard of care. The Company, consistent with its expertise in cybersecurity engineering, implements robust technical and organizational measures to safeguard Client Confidential Information.

Exclusions

Confidential Information does not include information that: (a) is or becomes publicly available through no breach of these terms by the receiving party; (b) was rightfully in the receiving partys possession before receipt from the disclosing party; (c) is rightfully obtained by the receiving party from a third party without restriction on disclosure; (d) is independently developed by the receiving party without use of the disclosing partys Confidential Information; or (e) is required to be disclosed by law, regulation, or court order, provided the receiving party gives the disclosing party reasonable prior notice and assistance to seek a protective order.

Duration

The confidentiality obligations under this section shall survive termination of these Terms of Service and continue for a period of five years from the date of disclosure, or indefinitely with respect to trade secrets and information that constitutes personal data under applicable data protection laws.

$ Fees, Payment, and Expenses

Fee Structure

Fees for Services shall be set forth in each Statement of Work and may be structured on a fixed-price, time-and-materials, retainer, or milestone basis as agreed by the parties. All fees are quoted and payable in Canadian dollars unless otherwise specified in the Statement of Work. Fees are exclusive of applicable taxes, which shall be added to invoices as required by law.

Payment Terms

Unless otherwise specified in the Statement of Work, invoices are due and payable within 30 calendar days from the invoice date. The Company reserves the right to require an advance deposit or progress payments for engagements exceeding a specified threshold, as detailed in the applicable Statement of Work.

Late Payments

Overdue invoices shall accrue interest at the rate of 1.5 percent per month, or the maximum rate permitted by applicable law, whichever is lower. The Company reserves the right to suspend Services if any invoice remains unpaid for more than 45 days past its due date, provided the Company has given the Client at least 10 business days written notice of its intention to suspend.

Expenses

Reasonable out-of-pocket expenses incurred by the Company in performing the Services, such as travel, accommodation, software licenses, and third-party service fees, shall be reimbursed by the Client if pre-approved in writing or as specified in the Statement of Work. The Company shall provide reasonable documentation supporting expense reimbursement requests.

Taxes

The Client is responsible for all sales, use, value-added, goods and services, harmonized sales, and other similar taxes imposed on the Services, excluding taxes based on the Companys net income. If the Client is exempt from any applicable taxes, the Client shall provide a valid exemption certificate before invoicing.

W Warranties and Disclaimers

Company Warranties

The Company warrants that the Services will be performed in a professional and workmanlike manner consistent with generally accepted industry standards for computer systems design and technology consulting. The Company warrants that it has the right and authority to enter into this agreement and to grant the rights granted herein.

Service Warranty Period

For a period of 30 days following delivery of any Deliverable, the Company will, at no additional charge, correct any material non-conformity with the specifications set forth in the applicable Statement of Work, provided the Client notifies the Company in writing of such non-conformity within that period and provides sufficient detail to reproduce the issue. This warranty is the Clients sole and exclusive remedy for non-conforming Services or Deliverables.

Disclaimer of Warranties

Except as explicitly set forth in these Terms of Service, the Company provides all Services and Deliverables on an as-is basis and disclaims all other warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, or that any recommendation, deliverable, or system will be error-free, uninterrupted, or completely secure. The Client acknowledges that technology systems inherently involve risks and that no system can be guaranteed to be entirely free from vulnerabilities or failures.

Third-Party Products

The Company makes no representations or warranties regarding any third-party products, platforms, or services recommended or integrated as part of the Services. Any warranties for third-party products are limited to those provided by the respective manufacturer or vendor and are passed through to the Client to the extent permitted.

L Limitation of Liability

Exclusion of Certain Damages

To the maximum extent permitted by applicable law, neither party shall be liable to the other for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to lost profits, lost revenue, lost data, business interruption, loss of goodwill, or cost of substitute services, arising out of or related to these Terms of Service, regardless of the legal theory under which such liability is asserted and even if the party has been advised of the possibility of such damages.

Liability Cap

Except for liabilities that cannot be limited by law, each partys total aggregate liability for all claims arising out of or related to these Terms of Service, whether in contract, tort, negligence, strict liability, or otherwise, shall not exceed the total fees paid or payable by the Client to the Company under the specific Statement of Work that gave rise to the claim during the 12 months immediately preceding the event giving rise to the first claim.

Exceptions

The limitations of liability set forth in this section shall not apply to: (a) a partys breach of confidentiality obligations; (b) a partys infringement or misappropriation of the other partys intellectual property rights; (c) a partys fraud, gross negligence, or willful misconduct; (d) liabilities that cannot be excluded or limited under applicable law; or (e) the Clients obligation to pay fees for Services rendered.

Acknowledgment

The parties acknowledge that the fees agreed upon reflect the allocation of risk set forth in this section and that the Company would not enter into this agreement without these limitations on its liability. The parties agree that the limitations of liability in this section are a fundamental basis of the bargain and are reasonable given the nature of the Services.

X Indemnification

Mutual Indemnification for IP Infringement

Each party agrees to indemnify, defend, and hold harmless the other party and its officers, directors, employees, and agents from and against any third-party claims, demands, suits, judgments, damages, losses, and expenses, including reasonable legal fees, alleging that materials or intellectual property provided by the indemnifying party infringe, misappropriate, or violate any patent, copyright, trademark, trade secret, or other intellectual property right of a third party.

Company Indemnification

The Company agrees to indemnify, defend, and hold harmless the Client from and against any third-party claims alleging that the Services or Deliverables, as delivered and used in accordance with these Terms, infringe third-party intellectual property rights, provided the Company is promptly notified, given control of the defense, and provided reasonable cooperation by the Client.

Client Indemnification

The Client agrees to indemnify, defend, and hold harmless the Company from and against any claims arising from: (a) the Clients use of the Services or Deliverables in violation of these Terms or applicable law; (b) the Clients data, materials, or instructions provided to the Company; or (c) bodily injury, death, or property damage to the extent caused by the Clients negligence or willful misconduct.

Mitigation

If any Deliverable becomes, or in the Companys opinion is likely to become, the subject of an infringement claim, the Company may, at its option and expense, either: (a) procure for the Client the right to continue using the affected Deliverable; (b) modify the Deliverable to make it non-infringing while maintaining substantially equivalent functionality; or (c) if neither (a) nor (b) is commercially reasonable, terminate the applicable Statement of Work and refund a pro-rata portion of the fees paid for the affected Deliverable.

T Term and Termination

Term

These Terms of Service commence upon your first access to our website or acceptance of a Statement of Work and continue until terminated in accordance with this section. Each Statement of Work shall specify its own term, which may be for a fixed period, tied to completion of specific milestones, or ongoing until terminated by either party.

Termination for Convenience

Either party may terminate a Statement of Work for any reason or no reason by providing the other party with at least 30 days written notice. The Client shall pay the Company for all Services performed and expenses incurred up to the effective date of termination, including any non-cancellable commitments made by the Company in reliance on the engagement.

Termination for Cause

Either party may terminate a Statement of Work immediately upon written notice if the other party: (a) materially breaches these Terms of Service or the Statement of Work and fails to cure such breach within 30 days after receiving written notice describing the breach; (b) becomes insolvent, makes a general assignment for the benefit of creditors, files for bankruptcy, or has a receiver appointed; or (c) engages in illegal or fraudulent activity in connection with the Services.

Effect of Termination

Upon termination, the Client shall pay all outstanding fees for Services performed through the effective date of termination. Each party shall return or destroy the other partys Confidential Information, subject to standard backup retention. The Companys obligation to perform Services and the Clients right to access Services shall cease upon termination. Provisions of these Terms that by their nature should survive termination, including provisions related to intellectual property, confidentiality, limitation of liability, indemnification, and payment obligations, shall survive.

R Dispute Resolution

Informal Resolution

The parties shall use good-faith efforts to resolve any dispute, claim, or controversy arising out of or relating to these Terms of Service or the Services through informal negotiation. Either party may initiate the informal resolution process by delivering written notice describing the dispute to the other party. The parties shall, within 15 business days of such notice, designate representatives with authority to resolve the dispute, who shall meet, virtually or in person, and attempt to reach a mutually satisfactory resolution.

Mediation

If the dispute is not resolved through informal negotiation within 30 days of the initial written notice, either party may refer the dispute to mediation. The mediation shall be conducted in accordance with the rules of the ADR Institute of Canada or another mutually agreed mediation provider. The parties shall participate in mediation in good faith and share equally the costs of the mediation, including the mediators fees, unless otherwise agreed.

Arbitration

If mediation fails to resolve the dispute within 60 days of referral, the dispute shall be resolved by binding arbitration administered by the ADR Institute of Canada under its Arbitration Rules. The arbitration shall be conducted in Ontario, Canada, before a single arbitrator mutually agreed by the parties. The arbitrators decision shall be final and binding, and judgment on the award may be entered in any court having jurisdiction.

Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief from a court of competent jurisdiction to prevent immediate and irreparable harm, including to protect confidential information or intellectual property rights, without first engaging in the informal resolution or mediation processes described above.

Governing Law and Jurisdiction

These Terms of Service and any dispute arising herefrom shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Subject to the arbitration provision above, the parties agree to submit to the exclusive jurisdiction of the courts located in Ontario, Canada for any litigation arising from these Terms.

W Website Use and Acceptable Conduct

Permitted Use

You may access and use our website for lawful purposes related to evaluating or engaging our professional services. You agree not to use the website in any manner that could damage, disable, overburden, or impair our servers or networks, or interfere with any other partys use and enjoyment of the website.

Prohibited Activities

You agree not to engage in any of the following prohibited activities in connection with your use of our website:

  • Attempting to gain unauthorized access to any portion of the website, the server on which the website is hosted, or any server, computer, or database connected to the website
  • Introducing any viruses, trojans, worms, logic bombs, or other malicious or technologically harmful material
  • Using any robot, spider, scraper, or other automated means to access the website for any purpose without our express written permission
  • Collecting or harvesting any personally identifiable information from the website
  • Using the website to transmit or post any unlawful, threatening, defamatory, obscene, or otherwise objectionable material
  • Impersonating any person or entity, or falsely stating or otherwise misrepresenting your affiliation with a person or entity

Website Availability

We strive to maintain the availability and accessibility of our website but do not guarantee that it will be uninterrupted, error-free, or continuously available. We reserve the right to suspend, withdraw, or modify the website or any part of it without notice. We shall not be liable if for any reason the website is unavailable at any time or for any period.

G General Provisions

Independent Contractor

The Company provides Services as an independent contractor. Nothing in these Terms of Service creates a partnership, joint venture, agency, franchise, or employment relationship between the parties. Neither party has the authority to bind the other or incur obligations on the others behalf without prior written consent.

Subcontracting

The Company may engage qualified subcontractors to perform portions of the Services. The Company remains fully responsible for all Services performed by its subcontractors and shall ensure subcontractors are bound by confidentiality obligations consistent with these Terms. The Company will disclose any material subcontracting arrangements to the Client upon request.

Force Majeure

Neither party shall be liable for any failure or delay in performance resulting from circumstances beyond its reasonable control, including acts of God, natural disasters, epidemics, war, terrorism, civil unrest, government actions, internet or telecommunications failures, cyber attacks not resulting from the partys negligence, or labor disputes. The affected party shall notify the other promptly and make reasonable efforts to resume performance.

Severability

If any provision of these Terms of Service is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions shall continue in full force and effect.

Waiver

No failure or delay by either party in exercising any right under these Terms shall operate as a waiver of that right. Any waiver must be in writing and signed by the waiving party. A waiver of any breach shall not constitute a waiver of any subsequent breach.

Entire Agreement

These Terms of Service, together with all executed Statements of Work and any attachments or exhibits referenced therein, constitute the entire agreement between the parties concerning the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, representations, and communications, whether oral or written. In the event of any conflict, the terms of a specific Statement of Work shall prevail over these general Terms of Service.

Assignment

Neither party may assign or transfer these Terms of Service or any rights or obligations hereunder without the prior written consent of the other party, except that the Company may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets or business to which these Terms relate. Any attempted assignment in violation of this section is void.

Notices

All notices under these Terms shall be in writing and delivered by email to the addresses specified in the Statement of Work or, for general correspondence, to support@honhopro.buzz for the Company and to the email address provided by the Client. Notices shall be deemed effective upon confirmation of delivery if sent by email during normal business hours, or the next business day if sent outside normal business hours.

Amendments

The Company reserves the right to modify these Terms of Service at any time. Material changes will be communicated by updating the date at the top of this page and, where appropriate, by email notice to active Clients. Continued use of the website or Services after the effective date of changes constitutes acceptance of the modified terms. Changes to individual Statements of Work require mutual written agreement.

@ Contact Information

If you have any questions, concerns, or requests regarding these Terms of Service or any Statement of Work, please contact us using the information below. We are committed to addressing your inquiries promptly and professionally.

Hon Ho Professional Service Inc. (operating as HonHo Pro)
89 Robb Thompson Rd
Mount Albert, Ontario L0G 1M0
Canada

Email: support@honhopro.buzz
Phone: +1 (910) 781-2609
Website: www.honhopro.buzz

Legal Notices

All legal notices, including notices of breach, termination, or dispute, should be sent to the email address above with the subject line clearly indicating the nature of the communication. We will acknowledge receipt of legal notices within two business days.

Feedback

We welcome feedback, suggestions, and ideas regarding our Services and these Terms. Any feedback you provide shall be deemed non-confidential and may be used by the Company without restriction or obligation to compensate you. This does not affect any rights you may have in pre-existing intellectual property you disclose to us.